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Federal Reserve Release H.2 Actions of the Board, Its Staff, and the Federal Reserve Banks; Applications and Reports Received No. 17 Week Ending April 27, 2002 Board of Governors of the Federal Reserve System, Washington, DC 20551

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Page 1: Actions of the Board, Its Staff, and the Federal Reserve ...2002/04/27  · Federal Reserve Release H.2 Actions of the Board, Its Staff, and the Federal Reserve Banks; Applications

Federal Reserve Release

H.2

Actions of the Board, Its Staff, and the Federal Reserve Banks; Applications and Reports Received

No. 17

Week Ending April 27, 2002

Board of Governors of the Federal Reserve System, Washington, DC 20551

Page 2: Actions of the Board, Its Staff, and the Federal Reserve ...2002/04/27  · Federal Reserve Release H.2 Actions of the Board, Its Staff, and the Federal Reserve Banks; Applications

H.2 Board Actions April 21, 2002 to April 27, 2002

Testimony And Statements Federal deposit insurance reform -- statement by Chairman Greenspan before the Senate Committee on Banking, Housing, and Urban Affairs, April 23, 2002. - Published, April 23, 2002

Recent economic developments and the availability of credit to small businesses --statement by Vice Chairman Ferguson before the House Small Business Committee, April 24, 2002. - Published, April 24, 2002

Enforcement Community Bank of Granbury, Granbury, Texas -- issuance of an order of assessment of a civil money penalty. - Announced, April 26, 2002

(AC) = Addition or Correction Board - Page 1 of 1

Page 3: Actions of the Board, Its Staff, and the Federal Reserve ...2002/04/27  · Federal Reserve Release H.2 Actions of the Board, Its Staff, and the Federal Reserve Banks; Applications

H.2 Actions under delegated authority April 21, 2002 to April 27, 2002 BS&R C&CA FOMC

Banking Supervision and Regulation Consumer and Community Affairs Federal Open Market Committee

RBOPS IF

OSDM

Reserve Bank Operations and Payment Systems

International Finance

Office of Staff Director for Management

Bank Branches, Domestic New York

Banco Popular North America, New York, New York -- to establish a branch at 1610 Main Avenue, Clifton, New Jersey. - Approved, April 24, 2002

Atlanta

Colonial Bank, Montgomery, Alabama -- to establish a branch at 3901 Highway 78 East, Jasper. - Approved, April 26, 2002

Cleveland

Farmers Bank and Savings Company, Pomeroy, Ohio -- to establish a branch at 424 Second Street, Mason, West Virginia. - Approved, April 23, 2002

Kansas City

First United Bank, Englewood, Colorado -- to establish a branch at 6500 West 104th Avenue, Westminster. - Approved, April 22, 2002

Chicago

Irwin Union Bank and Trust Company, Columbus, Indiana -- to establish a branch at 2502 Lake Lansing Road, Lansing, Michigan. - Approved, April 26, 2002

San Francisco

Oak Valley Community Bank, Oakdale, California -- to establish a branch at 568 West Line Street, Bishop. - Approved, April 24, 2002

Atlanta

Palm Beach County Bank, Boynton Beach, Florida -- to establish a branch at 2101 Centrepark West Drive, Suite 150, West Palm Beach. - Approved, April 26, 2002

(AC) = Addition or Correction Delegated - Page 1 of 5

Page 4: Actions of the Board, Its Staff, and the Federal Reserve ...2002/04/27  · Federal Reserve Release H.2 Actions of the Board, Its Staff, and the Federal Reserve Banks; Applications

H.2 Actions under delegated authority April 21, 2002 to April 27, 2002

Bank Branches, Domestic Atlanta

SouthTrust Bank, Birmingham, Alabama -- to establish a branch at 9775 North 56th Street, Temple Terrace, Florida. - Approved, April 26, 2002

Bank Holding Companies Kansas City

Ameri-National Corporation, Leawood, Kansas -- waiver of application requirements in connection with the proposed acquisition of Winterset State Bank, Harrisonville, Missouri. - Granted, April 26, 2002

Atlanta

The BANKshares, Inc., Melbourne, Florida -- to become a bank holding company through the acquisition of The Bank Brevard. - Approved, April 22, 2002

Chicago

Capital Bancshares, Inc., Primghar, Iowa -- to become a bank holding company through the acquisition of Primghar Savings Bank. - Approved, April 26, 2002

Atlanta

Community First, Inc., Columbia, Tennessee -- to become a bank holding company through the acquisition of Community First Bank & Trust. - Withdrawn, April 22, 2002

Atlanta

FCB Florida Bancorporation, Inc., Orlando, Florida -- to become a bank holding company through the acquisition of First Commercial Bank of Florida. - Approved, April 26, 2002

Chicago

First Midwest Financial, Inc., Storm Lake, Iowa -- to engage in trust company activities. - Approved, April 25, 2002

(AC) = Addition or Correction Delegated - Page 2 of 5

Page 5: Actions of the Board, Its Staff, and the Federal Reserve ...2002/04/27  · Federal Reserve Release H.2 Actions of the Board, Its Staff, and the Federal Reserve Banks; Applications

H.2 Actions under delegated authority April 21, 2002 to April 27, 2002

Bank Holding Companies Richmond

MidCarolina Financial Corporation, Burlington, North Carolina -- to become a bank holding company through the acquisition of MidCarolina Bank. - Approved, April 24, 2002

Atlanta

Southern Bancorp, Inc., Marietta, Georgia -- waiver of a commitment. - Granted, April 23, 2002

Bank Mergers Kansas City

Community Banks of Southern Colorado, Rocky Ford, Colorado -- to merge with Rocky Ford Federal Savings and Loan Association and establish a branch. - Approved, April 22, 2002

Change In Bank Control Minneapolis

Currie Bancorporation, Inc., Currie, Minnesota -- change in bank control notices. - Permitted, April 25, 2002

Kansas City

State Bank Employee Stock Ownership Plan, Hoxie, Kansas -- change in bank control. - Permitted, April 25, 2002

Competitive Factors Reports Boston

Brookline Savings Bank, Brookline, Massachusetts -- report on competitive factors of the proposed merger with Brookline Interim Savings Bank I, Brookline Interim Savings Bank II, and Brookline Interim Savings Bank III. - Submitted, April 24, 2002

Atlanta

Century Bank, Lucedale, Mississippi -- report on competitive factors of the proposed merger with Mobile County Bank, Grand Bay, Alabama. - Submitted, April 24, 2002

(AC) = Addition or Correction Delegated - Page 3 of 5

Page 6: Actions of the Board, Its Staff, and the Federal Reserve ...2002/04/27  · Federal Reserve Release H.2 Actions of the Board, Its Staff, and the Federal Reserve Banks; Applications

H.2 Actions under delegated authority April 21, 2002 to April 27, 2002

Competitive Factors Reports Minneapolis

F & M Community Bank, Preston, Minnesota -- report on competitive factors of the proposed merger with F & M Community Bank, National Association, Chatfield. - Submitted, April 22, 2002

Minneapolis

First Federal Savings Bank LaCrosse-Madison, La Crosse, Wisconsin -- report on competitive factors of the proposed acquisition of the Albert Lea, Austin, Mankato, and Rochester, Minnesota, branches of Commercial Federal Bank, a Federal Savings Bank, Omaha, Nebraska. - Submitted, April 22, 2002

Atlanta

MidSouth Bank, N.A., Lafayette, Louisiana -- report on competitive factors of the proposed purchase of assets and assumption of liabilities of the Morgan City branch of IBERIABANK, New Iberia. - Submitted, April 24, 2002

San Francisco

Mission Bank, Bakersfield, California -- report on competitive factors of the proposed merger with Mission Merger Company. - Submitted, April 25, 2002

San Francisco

Territorial Savings and Loan Association, Honolulu, Hawaii -- report on competitive factors of the proposed conversion from a state to a federal mutual savings association and reorganization into a two-tier mutual holding company. - Submitted, April 22, 2002

Dallas

Wells Fargo Bank Texas, National Association, San Antonio, Texas -- report on competitive factors of the proposed merger with First State Bank of Texas, Denton, and The First National Bank of Texas, Decatur. - Submitted, April 23, 2002

(AC) = Addition or Correction Delegated - Page 4 of 5

Page 7: Actions of the Board, Its Staff, and the Federal Reserve ...2002/04/27  · Federal Reserve Release H.2 Actions of the Board, Its Staff, and the Federal Reserve Banks; Applications

H.2 Actions under delegated authority April 21, 2002 to April 27, 2002

Extensions Of Time St. Louis

The Callaway Bank, Fulton, Missouri -- extension to September 1, 2002, to establish a branch at West Broadway and Broadfield Drive, Columbia. - Granted, April 22, 2002

Financial Holding Companies Minneapolis

Financial Services of St. Croix Falls, Inc., St. Croix Falls, Wisconsin -- election to become a financial holding company. - Effective, April 25, 2002

Membership Dallas

Community Bank, Katy, Texas -- request for withdrawal from membership in the Federal Reserve System. - Granted, April 18, 2002 (AC)

Kansas City

Community Banks of the Rockies, La Jara, Colorado -- to retain membership in the Federal Reserve System after conversion from a national to a state charter. - Approved, April 22, 2002

Kansas City

Territory Bank, Muskogee, Oklahoma -- to retain membership in the Federal Reserve System after conversion from a national to a state charter. - Approved, April 26, 2002

Minneapolis

Valley Bank-Dundas, Dundas, Minnesota -- request to waive the six months' notice of withdrawal from membership in the Federal Reserve System. - Granted, April 22, 2002

(AC) = Addition or Correction Delegated - Page 5 of 5

Page 8: Actions of the Board, Its Staff, and the Federal Reserve ...2002/04/27  · Federal Reserve Release H.2 Actions of the Board, Its Staff, and the Federal Reserve Banks; Applications

District 1

Federal Reserve Bank of BostonApplications and notifications filed during the week ending Saturday, April 27, 2002

Section I – Applications subject to newspaper notice only

Ending date of Type Application comment period

None

Section II – Applications subject to both newspaper and Federal Register notice

Ending date of Type Application comment period

3(a)(3) Port Financial Corp., Brighton, Massachusetts - application to Newspaper - 05/16/2002 increase its share ownership in Cambridge Bancorp, Cambridge, Fed Reg - 05/17/2002 Massachusetts (Cambridge) up to 9.9% of the outstanding voting shares of Cambridge

Section III – Applications subject to Federal Register notice only

Ending date of Type Application comment period

None

Section IV – Applications not subject to Federal Register or newspaper notice

Type Application

None

Page 9: Actions of the Board, Its Staff, and the Federal Reserve ...2002/04/27  · Federal Reserve Release H.2 Actions of the Board, Its Staff, and the Federal Reserve Banks; Applications

Section V – Availability of CRA public evaluations

The Community Reinvestment Act is intended to encourage depository institutions to help meet the credit needs of the communities in which they operate, including low- and moderate-income neighborhoods. It was enacted by the Congress in 1977 (12 U.S.C. 2901) and is implemented by Regulation BB (12 CFR 228). The regulation was revised in May 1995.

The CRA requires that each depository institution's record in helping meet the credit needs of its entire community be evaluated periodically. That record is taken into account in considering an institution's application for deposit facilit ies.

A copy of an institution's CRA evaluation may be obtained directly from the institution or Reserve Bank.

Federal bank regulators use the following performance levels to rate an institution's performance under CRA:

O = OutstandingS = SatisfactoryNI = Needs to improveSN = Substantial noncompliance

The following state member banks have been examined and their CRA public evaluations are now available.

RSSD Examination CRA CRA Exam type number Institution/Location date public date rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None

Page 10: Actions of the Board, Its Staff, and the Federal Reserve ...2002/04/27  · Federal Reserve Release H.2 Actions of the Board, Its Staff, and the Federal Reserve Banks; Applications

District 2

Federal Reserve Bank of New York

Applications and notifications filed during the week ending Saturday, April 27, 2002

Section I – Applications subject to newspaper notice only

Type

Application

Ending date of comment period

Branch JP Morgan Chase Bank, New York, New York, to relocate its 1121 Madison Avenue, New York, New York branch to 12 East 86th Street, New York, New York.

Newspaper – 05/25/2002

Branch Fortis Bank S.A./N.V., Belgium, Netherlands, to establish branches at 520 Madison Avenue, New York, New York, and 3 Stamford Plaza, Stamford, Connecticut.

Newspaper – N/A

Section II – Applications subject to both newspaper and Federal Register notice

Type

Application

Ending date of comment period

3A1 CSB Financial Corp., (“Financial”) Teaneck, New Jersey, to become a bank holding company with respect to community State Bank, Teaneck, New Jersey, and notice by the Lindenbaum Group and Basswood Partners LLC, which upon the bank holding company formation, will own approximately 22.6 percent of Financial, upon the conversion of bank shares to Financial’s shares.

Newspaper – 04/30/2002 Fed. Reg. – 04/19/2002

3A1 NorCrown Bancorp, Livingston, New Jersey, to become a one-bank holding company for NorCrown Bank, Livingston, New Jersey.

Fed. Reg. – N/A Newspaper – N/A

Section III – Applications subject to Federal Register notice only

Type

Application

Ending date of comment period

4C8 Munchener Ruckversicherungs-Gesellschaft Aktiengesellschaft In Munchen, Munich, Germany, to indirectly acquire Vestrust Securities LLC, Coral Gables, Florida, and thereby engage in financial and investment advisory activities and agency transactional services for customer investments.

Fed. Reg. – N/A

Page 11: Actions of the Board, Its Staff, and the Federal Reserve ...2002/04/27  · Federal Reserve Release H.2 Actions of the Board, Its Staff, and the Federal Reserve Banks; Applications

Section III – Applications subject to Federal Register notice only

Type

Application

Ending date of comment period

4C8 Dresdner Bank Aktiengesellschaft, Frankfurt, Germany, Dresdner Bank Lateinamerika Aktiengesellschaft, Hamburg, Germany, and Allianz Aktiengesellschaft, Munich, Germany, to acquire Vestrust Securities LLC, Coral Gables, Florida, and thereby engage in financial and investment advisory activities and agency transactional services for customer investments.

Fed. Reg. – N/A

Section IV – Applications not subject to Federal Register or newspaper notice

Type Application

None

Section V – Availability of CRA public evaluations

The Community Reinvestment Act is intended to encourage depository institutions to help meet the credit needs of the communities in which they operate, including low- and moderate-income neighborhoods. It was enacted by the Congress in 1977 (12 U.S.C. 2901) and is implemented by Regulation BB (12 CFR 228). The regulation was revised in May 1995.

The CRA requires that each depository institution's record in helping meet the credit needs of its entire community be evaluated periodically. That record is taken into account in considering an institution's application for deposit facilities.

A copy of an institution's CRA evaluation may be obtained directly from the institution or Reserve Bank.

Federal bank regulators use the following performance levels to rate an institution's performance under CRA:

O = Outstanding S = Satisfactory NI = Needs to improve SN = Substantial noncompliance

The following state member banks have been examined and their CRA public evaluations are now available.

Exam type RSSD number

Institution/Location

Examination date

CRA public date

CRA rating LrgBk SmBk

None

Page 12: Actions of the Board, Its Staff, and the Federal Reserve ...2002/04/27  · Federal Reserve Release H.2 Actions of the Board, Its Staff, and the Federal Reserve Banks; Applications

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None

Page 13: Actions of the Board, Its Staff, and the Federal Reserve ...2002/04/27  · Federal Reserve Release H.2 Actions of the Board, Its Staff, and the Federal Reserve Banks; Applications

District 3

Federal Reserve Bank of PhiladelphiaApplications and notifications filed during the week ending Saturday, April 27, 2002

Section I – Applications subject to newspaper notice only

Ending date of Type Application comment period

Branch Community Bank and Trust Company, Clarks Summit, PA, to establish a branch office located at 92 Brooklyn

05/10/2002

Street, Carbondale, PA.

Section II – Applications subject to both newspaper and Federal Register notice

Ending date of Type Application comment period

None

Section III – Applications subject to Federal Register notice only

Ending date of Type Application comment period

None

Section IV – Applications not subject to Federal Register or newspaper notice

Type Application

None

Page 14: Actions of the Board, Its Staff, and the Federal Reserve ...2002/04/27  · Federal Reserve Release H.2 Actions of the Board, Its Staff, and the Federal Reserve Banks; Applications

Section V – Availability of CRA public evaluations

The Community Reinvestment Act is intended to encourage depository institutions to help meet the credit needs of the communities in which they operate, including low- and moderate-income neighborhoods. It was enacted by the Congress in 1977 (12 U.S.C. 2901) and is implemented by Regulation BB (12 CFR 228). The regulation was revised in May 1995.

The CRA requires that each depository institution's record in helping meet the credit needs of its entire community be evaluated periodically. That record is taken into account in considering an institution's application for deposit facilities.

A copy of an institution's CRA evaluation may be obtained directly from the institution or Reserve Bank.

Federal bank regulators use the following performance levels to rate an institution's performance under CRA:

O = OutstandingS = SatisfactoryNI = Needs to improveSN = Substantial noncompliance

The following state member banks have been examined and their CRA public evaluations are now available.

RSSD Examination CRA CRA Exam type number Institution/Location date public date rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None

Page 15: Actions of the Board, Its Staff, and the Federal Reserve ...2002/04/27  · Federal Reserve Release H.2 Actions of the Board, Its Staff, and the Federal Reserve Banks; Applications

District 4

Federal Reserve Bank of ClevelandApplications and notifications filed during the week ending Saturday, April 27, 2002

Section I – Applications subject to newspaper notice only

Ending date of Type Application comment period

Branch Received notice from Fifth Third Bank Western Michigan, Grand 04/29/2002 Rapids, MI to establish a branch at 410 South Greenville West Drive, Greenville, MI.*

* Subject to the provisions of the Community Reinvestment Act

Section II – Applications subject to both newspaper and Federal Register notice

Ending date of Type Application comment period

None

Section III – Applications subject to Federal Register notice only

Ending date of Type Application comment period

None

Section IV – Applications not subject to Federal Register or newspaper notice

Type Application

None

Page 16: Actions of the Board, Its Staff, and the Federal Reserve ...2002/04/27  · Federal Reserve Release H.2 Actions of the Board, Its Staff, and the Federal Reserve Banks; Applications

Section V – Availability of CRA public evaluations

The Community Reinvestment Act is intended to encourage depository institutions to help meet the credit needs of the communities in which they operate, including low- and moderate-income neighborhoods. It was enacted by the Congress in 1977 (12 U.S.C. 2901) and is implemented by Regulation BB (12 CFR 228). The regulation was revised in May 1995.

The CRA requires that each depository institution's record in helping meet the credit needs of its entire community be evaluated periodically. That record is taken into account in considering an institution's application for deposit facilities.

A copy of an institution's CRA evaluation may be obtained directly from the institution or Reserve Bank.

The federal bank regulators use the following four performance levels to rate an institution's performance under CRA:

O = OutstandingS = SatisfactoryNI = Needs to improveSN = Substantial noncompliance

The following state member banks have been examined and their CRA public evaluations are now available.

RSSD Examination CRA CRA Exam type number Institution/Location date public date rating LrgBk SmBk

614313 The State Bank and Trust Company 01/28/2002 04/25/2002 S 401 Clinton Street Defiance, OH 43512

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None

X

Page 17: Actions of the Board, Its Staff, and the Federal Reserve ...2002/04/27  · Federal Reserve Release H.2 Actions of the Board, Its Staff, and the Federal Reserve Banks; Applications

District 5

Federal Reserve Bank of RichmondApplications and notifications filed during the week ending Saturday, April 27, 2002

Section I – Applications subject to newspaper notice only

Ending date of Type Application comment period

Branch Monarch Bank, Chesapeake, Virginia, to establish a branch at 3701 Pacific Avenue, Virginia Beach, Virginia.*

Newspaper - 04/30/2002

Branch Sandy Spring Bank, Olney, Maryland, to establish a branch at 8921 Fingerboard Road, Frederick, Maryland.*

Newspaper - 05/03/2002

Branch Bank of Clarke County, Berryville, Virginia, to establish a branch at McNeil Road, Berryville, Virginia.*

Newspaper - 05/17/2002

18(c) RBC Centura Bank, Rocky Mount, North Carolina, to merge with Eagle Bancshares, Inc., Tucker, Georgia, and its sub-sidiary thrift, Tucker Federal Bank, Tucker, Georgia.*

Newspaper - 05/26/2002

* Subject to the provisions of the Community Reinvestment Act.

Section II – Applications subject to both newspaper and Federal Register notice

Ending date of Type Application comment period

3(a)(1) Carolina National Corporation, Columbia, South Carolina, to become a bank holding company through the acquisition of 100% of the voting shares of Carolina National Bank and Trust Company, Columbia, South Carolina (an organizing bank).*

4(c)(8) Royal Bank of Canada, Montreal, Canada, and RBC Centura Banks, Inc., Rocky Mount, North Carolina, to acquire Eagle Bancshares, Inc., Tucker, Georgia.*

3(a)(1) Access National Corporation, Chantilly, Virginia, to become a bank holding company through the acquisition of 100% of the voting shares of Access National Bank, Chantilly, Virginia.*

CIC Michael Leo Middleton, individually and together with members of his immediate family, to control 11.96% of the voting shares of Tri-County Financial Corporation, Waldorf, Maryland.*

Fed Reg - 05/24/2002 Newspaper - 05/28/2002

Fed Reg - N/Avail Newspaper - 05/26/2002

Fed Reg - N/Avail Newspaper - 05/20/2002

Fed Reg - N/Avail Newspaper - N/Avail

*Subject to the provisions of the Community Reinvestment Act.

Page 18: Actions of the Board, Its Staff, and the Federal Reserve ...2002/04/27  · Federal Reserve Release H.2 Actions of the Board, Its Staff, and the Federal Reserve Banks; Applications

Section III – Applications subject to Federal Register notice only

Ending date of Type Application comment period

None

Section IV – Applications not subject to Federal Register or newspaper notice

Type Application

None

Section V – Availability of CRA public evaluations

The Community Reinvestment Act is intended to encourage depository institutions to help meet the credit needs of the communities in which they operate, including low- and moderate-income neighborhoods. It was enacted by the Congress in 1977 (12 U.S.C. 2901) and is implemented by Regulation BB (12 CFR 228). The regulation was revised in May 1995.

The CRA requires that each depository institution's record in helping meet the credit needs of its entire community be evaluated periodically. That record is taken into account in considering an institution's application for deposit facilities.

A copy of an institution's CRA evaluation may be obtained directly from the institution or Reserve Bank.

Federal bank regulators use the following performance levels to rate an institution's performance under CRA:

O = OutstandingS = SatisfactoryNI = Needs to improveSN = Substantial noncompliance

The following state member banks have been examined and their CRA public evaluations are now available.

RSSD Examination CRA CRA Exam type number Institution/Location date public date rating LrgBk SmBk

708333 Peoples Bank of Mullens 200 1st Street

02/11/2002 04/27/2002 S X

Mullens, West Virginia 25882

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None

Page 19: Actions of the Board, Its Staff, and the Federal Reserve ...2002/04/27  · Federal Reserve Release H.2 Actions of the Board, Its Staff, and the Federal Reserve Banks; Applications

District 6

Federal Reserve Bank of Atlanta

Applications and notifications filed during the week ending Saturday, April 27, 2002

Section I – Applications subject to newspaper notice only

Type

Application

Ending date of comment period

Branch SouthTrust Bank, Birmingham, Alabama, to establish a branch located at 9775 N. 56th Street, Temple Terrace, Florida, to be known as the Temple Terrace Branch.

04/26/2002*

Branch Compass Bank, Birmingham, Alabama, to establish a mobile branch to serve the following cities: (1) Birmingham, Huntsville, Mobile, Montgomery and Tuscaloosa, Alabama; (2) Phoenix, Scottsdale, Tempe and Tucson, Arizona; (3) Denver, Boulder, Colorado Springs, and Fort Collins, Colorado; (4) Gainesville, Jacksonville, Pensacola, Fort Walton Beach, and Saint Augustine, Florida; (5) Albuquerque, New Mexico; and (6) Austin, Dallas, Fort Worth, Houston, and San Antonio, Texas.

05/06/2002*

*Subject to provisions of the Community Reinvestment Act

Section II – Applications subject to both news paper and Federal Register notice

Type

Application

Ending date of comment period

3(a)(1) BankFIRST Bancorp, Inc., Winter Park, Florida, to become a bank holding company by acquiring BankFIRST, Winter Park, Florida.

N/Avail*

CIC Georgia Central Bancshares, Inc., Social Circle, Georgia, after-the-fact change in control by Mr. Alvin Gibson to retain 14 percent of the outstanding shares of Georgia Central Bancshares, Inc., and its subsidiary, Georgia Central Bank, both of Social Circle, Georgia.

Fed Reg -5/10/2002

CIC FirstFed Bancorp, Inc., Bessemer, Alabama, after-the-fact change in control notice filed by First Financial Fund, Inc., to retain its holdings of approximately 10.87 percent of the outstanding shares of FirstFed Bancorp, Inc., Bessemer, Alabama.

Newspaper – 05/07/2002

*Subject to provisions of the Community Reinvestment Act

Page 20: Actions of the Board, Its Staff, and the Federal Reserve ...2002/04/27  · Federal Reserve Release H.2 Actions of the Board, Its Staff, and the Federal Reserve Banks; Applications

Section III – Applications subject to Federal Register notice only

Type

Application

Ending date of comment period

None Section IV – Applications not subject to Federal Register or newspaper notice

Type Application

WAIVR Citizens Holding Company, Inc., Philadelphia, Mississippi, application waiver request with respect to its acquisition of CB&T Capital Corp., and indirect acquisition of Citizens Bank and Trust Company, both of Louisville, Mississippi.

Section V – Availability of CRA public evaluations

The Community Reinvestment Act is intended to encourage depository institutions to help meet the credit needs of the communities in which they operate, including low- and moderate-income neighborhoods. It was enacted by the Congress in 1977 (12 U.S.C. 2901) and is implemented by Regulation BB (12 CFR 228). The regulation was revised in May 1995.

The CRA requires that each depository institution's record in helping meet the credit needs of its entire community be evaluated periodically. That record is taken into account in considering an institution's application for deposit facilities.

A copy of an institution's CRA evaluation may be obtained directly from the institution or Reserve Bank.

Federal bank regulators use the following performance levels to rate an institution's performance under CRA:

O = Outstanding S = Satisfactory NI = Needs to improve SN = Substantial noncompliance

The following state member banks have been examined and their CRA public evaluations are now available.

Exam type RSSD number

Institution/Location

Examination date

CRA public date

CRA rating LrgBk SmBk

None Section VI – CRA examinations scheduled for Quarter of

Institution Location

None

Page 21: Actions of the Board, Its Staff, and the Federal Reserve ...2002/04/27  · Federal Reserve Release H.2 Actions of the Board, Its Staff, and the Federal Reserve Banks; Applications

District 7

Federal Reserve Bank of ChicagoApplications and notifications filed during the week ending Saturday, April 27, 2002

Section I – Applications subject to newspaper notice only

Ending date of Type Application comment period

18(c) & Branch First American Bank, Fort Dodge, Iowa, to merge with First American Bank, Sioux City, Iowa. In addition, First American Bank, Fort Dodge, Iowa, will establish a branch at 800 Gordon Drive, Sioux City, Iowa..*

Newspaper – N/Avail

Branch First Midwest Bank, Buffalo Grove, Illinois, for prior approval to establish a branch office at Buffalo Grove, Illinois, the site of its head office, which will be relocated to Itasca, Illinois.*

Newspaper – 04/30/2002

Branch Goshen Community Bank, Goshen, Indiana, for prior approval to expand the current mobile branch coverage to a distance of up to a 15-mile radius from the head office.*

Newspaper – 04/30/2002

* Subject to the provisions of the Community Reinvestment Act

Section II – Applications subject to both ne wspaper and Federal Register notice

Ending date of Type Application comment period

COC Notice by the Friday Family (Beth Gore Friday, Mesa, Arizona; Allen Gore Friday, Atlantic, Iowa; Arthur Randall Friday, Houston, Texas; and Nola Kathleen Friday, Dallas, Texas) to retain control of Anita Bancorporation, Atlantic, Iowa and thereby retain Rolling Hills Bank and Trust, Atlantic, Iowa.

COC Notice by David Lee Gross to acquire greater than 10 percent of the outstanding shares of First Beardstown Bancorp, Beardstown, Illinois and thereby indirectly acquire First State Bank of Beardstown, Beardstown, Illinois.

COC Notice by John R. Madden and his family consisting of seven individuals, Oak Brook, Illinois, and Thomas Herbsrtitt and his family consisting of 5 individuals, Franklin Park, Illinois, to acquire control of First Schaumburg Bancorporation, Inc., Schaumburg, Illinois; and through it to control its subsidiary, Heritage Bank of Schaumburg, Schaumburg, Illinois.

3(a)(1) Franklin Bancorp, Inc., Southfield, Michigan, to become a bank holding company by acquiring 100 percent of the outstanding shares of Franklin Bank, N.A., Southfield, Michigan

Fed Reg – 05/14/2002 Newspaper – N/Avail

Fed Reg – 05/15/2002 Newspaper – N/Avail

Fed Reg – N/Avail Newspaper –N/Avail

Fed Reg – 05/15/2002 Newspaper –N/Avail

Page 22: Actions of the Board, Its Staff, and the Federal Reserve ...2002/04/27  · Federal Reserve Release H.2 Actions of the Board, Its Staff, and the Federal Reserve Banks; Applications

Section II – Applications subject to both ne wspaper and Federal Register notice

Ending date of Type Application comment period

3(a)(3) Hometown Independent Bancorp, Inc. Employee Stock Fed Reg – N/Avail Ownership Plan and Trust, Morton, Illinois, for prior approval to Newspaper –N/Avail acquire an additional 25,000 thousand shares (6.6%) and thereby increase ownership to 37.1 percent of Hometown Independent Bancorp, Inc., Morton, Illinois.

* Subject to the provisions of the Community Reinvestment Act

Section III – Applications subject to Federal Register notice only

Ending date of comment periodType Application

4(c)(8) DMB Corporation, Inc., DeForest, Wisconsin, proposes to Fed Reg – 05/17/2002 acquire 100 percent of DMB LANtech Services, LLC, DeForest, Wisconsin, and thereby to engage in data processing activities.

Section IV – Applications not subject to Federal Register or newspaper notice

Type Application

None

Section V – Availability of CRA public evaluations

The Community Reinvestment Act is intended to encourage depository institutions to help meet the credit needs of the communities in which they operate, including low- and moderate-income neighborhoods. It was enacted by the Congress in 1977 (12 U.S.C. 2901) and is implemented by Regulation BB (12 CFR 228). The regulation was revised in May 1995.

The CRA requires that each depository institution's record in helping meet the credit needs of its entire community be evaluated periodically. That record is taken into account in considering an institution's application for deposit facilities.

A copy of an institution's CRA evaluation may be obtained directly from the institution or Reserve Bank.

Federal bank regulators use the following performance levels to rate an institution's performance under CRA:

O = OutstandingS = SatisfactoryNI = Needs to improveSN = Substantial noncompliance

The following state member banks have been examined and their CRA public evaluations are now available.

Page 23: Actions of the Board, Its Staff, and the Federal Reserve ...2002/04/27  · Federal Reserve Release H.2 Actions of the Board, Its Staff, and the Federal Reserve Banks; Applications

Section V – Availability of CRA public evaluations

RSSD Examination CRA CRA Exam type number Institution/Location date public date rating LrgBk SmBk

983448 M&I Marshall & Ilsley Bank 08/13/2001 04/22/2002 O X 770 North Water Street Milwaukee, Wisconsin 53202 (414) 765-7741

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None

Page 24: Actions of the Board, Its Staff, and the Federal Reserve ...2002/04/27  · Federal Reserve Release H.2 Actions of the Board, Its Staff, and the Federal Reserve Banks; Applications

District 8

Federal Reserve Bank of St. LouisApplications and notifications filed during the week ending Saturday, April 27, 2002

Section I – Applications subject to newspaper notice only

Ending date of Type Application comment period

None

Section II – Applications subject to both newspaper and Federal Register notice

Type Application

3A1 Citizens Cumberland Bancshares, Inc., Burkesville, Kentucky, to become a bank holding company by acquiring 100 percent of Citizens Bank of Cumberland County, Inc., Burkesville, Kentucky.*

CIC Notice by Charles Donald Ransdell to retain control of Franklin Bancshares, Inc., Franklin, Illinois.

3A3 Midwest Bankers’ Bancorporation, Inc., Jefferson City, Missouri, to acquire 100 percent of Nebraska Bankers’ Bank, National Association, Lincoln, Nebraska.*

3A5 South Central Bancshares, Inc., Russellv ille, Kentucky, to merge with Commerce Bancshares, Inc., Franklin, Tennessee, and thereby indirectly acquire Peoples State Bank of Commerce, Trenton, Tennessee.*

Ending date of comment period

Newspaper – 05/24/2002 Fed Reg – 05/28/2002

Newspaper – N/Avail Fed Reg – 05/15/2002

Newspaper – 05/26/2002 Fed Reg – 05/24/2002

Newspaper – N/Avail Fed Reg – N/Avail

* Subject to the provisions of the Community Reinvestment Act

Section III – Applications subject to Federal Register notice only

Ending date of Type Application comment period

4c8 Commerce Bancshares, Inc., Franklin, Tennessee, proposes to Fed Reg – 05/13/2002 make, acquire, broker, or service loans or other extensions of credit through the acquisition of Citizens Corporation, Franklin, Tennessee. It also proposes to provide data processing services through Financial Data Technology Corporation ("Fi-data"), Franklin, Tennessee, and engage in general insurance agency services in a town of less that 5,000, through Citizens & Peoples Insurance, Inc., Grant, Alabama. Fi Data and Citizens & Peoples Insurance, Inc. are subsidiaries of Citizens Corporation. (Previously submitted during the week ending April 20, 2002)

Page 25: Actions of the Board, Its Staff, and the Federal Reserve ...2002/04/27  · Federal Reserve Release H.2 Actions of the Board, Its Staff, and the Federal Reserve Banks; Applications

Section III – Applications subject to Federal Register notice only

Ending date of Type Application comment period

4c8 First Banks, Inc., St. Louis, Missouri, to indirectly engage in community development activities, through Allegiant Community Development Corporation, St. Louis, Missouri; and to indirectly engage in real estate and personal property appraising, financial and investment advisory activities, and private-placement of securities services, as agent, through Allegiant Capital Corporation, St. Louis, Missouri. Both companies are subsidiaries of Allegiant Bancorp, Inc., St. Louis, Missouri. (Previous ly submitted during the week ending April 20, 2002)

Fed Reg – 05/10/2002

Section IV – Applications not subject to Federal Register or newspaper notice

Type Application

None

Section V – Availability of CRA public evaluations

The Community Reinvestment Act is intended to encourage depository institutions to help meet the credit needs of the communities in which they operate, including low- and moderate-income neighborhoods. It was enacted by the Congress in 1977 (12 U.S.C. 2901) and is implemented by Regulation BB (12 CFR 228). The regulation was revised in May 1995.

The CRA requires that each depository institution's record in helping meet the credit needs of its entire community be evaluated periodically. That record is taken into account in considering an institution's application for deposit facilities.

A copy of an institution's CRA evaluation may be obtained directly from the institution or Reserve Bank.

Federal bank regulators use the following performance levels to rate an institution's performance under CRA:

O = OutstandingS = SatisfactoryNI = Needs to improveSN = Substantial noncompliance

The following state member banks have been examined and their CRA public evaluations are now available.

RSSD Examination CRA CRA Exam type number Institution/Location date public date rating LrgBk SmBk

None

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Section VI – CRA examinations scheduled for Quarter of

Institution Location

None

Page 27: Actions of the Board, Its Staff, and the Federal Reserve ...2002/04/27  · Federal Reserve Release H.2 Actions of the Board, Its Staff, and the Federal Reserve Banks; Applications

District 9

Federal Reserve Bank of MinneapolisApplications and notifications filed during the week ending Saturday, April 27, 2002

Section I – Applications subject to newspaper notice only

Ending date of Type Application comment period

None

Section II – Applications subject to both newspaper and Federal Register notice

Ending date of Type Application comment period

CIC Alan L. Lerberg to acquire control of Peoples Bankshares, Inc, Newspaper-05/07/2002 Parshall, North Dakota and thereby indirectly to acquire control Fed Reg-05/14/2002 of Peoples Bank and Trust, Parshall, North Dakota.

Section III – Applications subject to Federal Register notice only

Ending date of Type Application comment period

None

Section IV – Applications not subject to Federal Register or newspaper notice

Type Application

None

Page 28: Actions of the Board, Its Staff, and the Federal Reserve ...2002/04/27  · Federal Reserve Release H.2 Actions of the Board, Its Staff, and the Federal Reserve Banks; Applications

Section V – Availability of CRA public evaluations

The Community Reinvestment Act is intended to encourage depository institutions to help meet the credit needs of the communities in which they operate, including low- and moderate-income neighborhoods. It was enacted by the Congress in 1977 (12 U.S.C. 2901) and is implemented by Regulation BB (12 CFR 228). The regulation was revised in May 1995.

The CRA requires that each depository institution's record in helping meet the credit needs of its entire community be evaluated periodically. That record is taken into account in considering an institution's application for deposit facilities.

A copy of an institution's CRA evaluation may be obtained directly from the institution or Reserve Bank.

Federal bank regulators use the following performance levels to rate an institution's performance under CRA:

O = OutstandingS = SatisfactoryNI = Needs to improveSN = Substantial noncompliance

The following state member banks have been examined and their CRA public evaluations are now available.

RSSD Examination CRA CRA Exam type number Institution/Location date public date rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None

Page 29: Actions of the Board, Its Staff, and the Federal Reserve ...2002/04/27  · Federal Reserve Release H.2 Actions of the Board, Its Staff, and the Federal Reserve Banks; Applications

District 10

Federal Reserve Bank of Kansas CityApplications and notifications filed during the week ending Saturday, April 27, 2002

Section I – Applications subject to newspaper notice only

Ending date of Type Application comment period

Branch The F&M Bank and Trust Company, Tulsa, Oklahoma, to establish a branch at 12400 E. 96th Street North, Owassa, Oklahoma.

Newspaper –04/06/2002

18(c) The Union State Bank, Arkansas City, Kansas, to purchase certain assets and assume certain liabilities of the Arkansas City, Kansas, branch of State Bank of Winfield, Winfield, Kansas.

Newspaper – 05/22/2002

Section II – Applications subject to both newspaper and Federal Register notice

Ending date of Type Application comment period

3a1 Brooke Holdings, Inc., Brooke Corporation, Inc. and Brooke Bancshares, Inc., all of Overland Park, Kansas, to become bank holding companies through the acquisition of 100 percent of the voting shares of Centerville State Bank, Centerville, Kansas.

3a3 Farmers State Bank of Fort Morgan Employee Stock Ownership Plan, Fort Morgan, Colorado, to acquire up to 38 percent of the voting shares of FSB Bancorporation, Inc., Fort Morgan, Colorado, parent of Farmers State Bank, Fort Morgan, Colorado.

3a3 Meader Insurance Agency, Inc., Waverly, Kansas, to acquire up to 11.02 percent of the voting shares of 1st Financial Bancshares, Inc., Overland Park, Kansas, parent of 1st Financial Bank, Overland Park, Kansas; Centerville State Bank, Centerville, Kansas; and Sylvan Agency, Inc., Sylvan Grove, Kansas.

4c8 Meader Insurance Agency, Inc., Waverly, Kansas, to acquire up to 11.02 percent of the voting shares of 1st Financial Bancshares, Inc., Overland Park, Kansas, parent of Sylvan Agency, Inc., Sylvan Grove, Kansas and thereby indirectly engage in insurance activities.

Newspaper – 05/12/2002 Fed Reg – 05/20/2002

Newspaper – N/Available Fed Reg – N/Available

Newspaper – N/Available Fed Reg – 05/28/2002

Newspaper – N/Available Fed Reg – 05/28/2002

Page 30: Actions of the Board, Its Staff, and the Federal Reserve ...2002/04/27  · Federal Reserve Release H.2 Actions of the Board, Its Staff, and the Federal Reserve Banks; Applications

Section III – Applications subject to Federal Register notice only

Ending date of Type Application comment period

None

Section IV – Applications not subject to Federal Register or newspaper notice

Type Application

Member Territory Bank, Muskogee, Oklahoma, to become a member of the Federal Reserve System.

Section V – Availability of CRA public evaluations

The Community Reinvestment Act is intended to encourage depository institutions to help meet the credit needs of the communities in which they operate, including low- and moderate-income neighborhoods. It was enacted by the Congress in 1977 (12 U.S.C. 2901) and is implemented by Regulation BB (12 CFR 228). The regulation was revised in May 1995.

The CRA requires that each depository institution's record in helping meet the credit needs of its entire community be evaluated periodically. That record is taken into account in considering an institution's application for deposit facilities.

A copy of an institution's CRA evaluation may be obtained directly from the institution or Reserve Bank.

Federal bank regulators use the following performance levels to rate an institution's performance under CRA:

O = OutstandingS = SatisfactoryNI = Needs to improveSN = Substantial noncompliance

The following state member banks have been examined and their CRA public evaluations are now available.

RSSD Examination CRA CRA Exam type number Institution/Location date public date rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None

Page 31: Actions of the Board, Its Staff, and the Federal Reserve ...2002/04/27  · Federal Reserve Release H.2 Actions of the Board, Its Staff, and the Federal Reserve Banks; Applications

District 11

Federal Reserve Bank of DallasApplications and notifications filed during the week ending Saturday, April 27, 2002

Section I – Applications subject to newspaper notice only

Ending date of Type Application comment period

None

Section II – Applications subject to both newspaper and Federal Register notice

Ending date of Type Application comment period

None

Section III – Applications subject to Federal Register notice only

Ending date of Type Application comment period

None

Section IV – Applications not subject to Federal Register or newspaper notice

Type Application

None

Page 32: Actions of the Board, Its Staff, and the Federal Reserve ...2002/04/27  · Federal Reserve Release H.2 Actions of the Board, Its Staff, and the Federal Reserve Banks; Applications

Section V – Availability of CRA public evaluations

The Community Reinvestment Act is intended to encourage depository institutions to help meet the credit needs of the communities in which they operate, including low- and moderate-income neighborhoods. It was enacted by the Congress in 1977 (12 U.S.C. 2901) and is implemented by Regulation BB (12 CFR 228). The regulation was revised in May 1995.

The CRA requires that each depository institution's record in helping meet the credit needs of its entire community be evaluated periodically. That record is taken into account in considering an institution's application for deposit facilities.

A copy of an institution's CRA evaluation may be obtained directly from the institution or Reserve Bank.

Federal bank regulators use the following performance levels to rate an institution's performance under CRA:

O = OutstandingS = SatisfactoryNI = Needs to improveSN = Substantial noncompliance

The following state member banks have been examined and their CRA public evaluations are now available.

RSSD Examination CRA CRA Exam type number Institution/Location date public date rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None

Page 33: Actions of the Board, Its Staff, and the Federal Reserve ...2002/04/27  · Federal Reserve Release H.2 Actions of the Board, Its Staff, and the Federal Reserve Banks; Applications

District 12

Federal Reserve Bank of San FranciscoApplications and notifications filed during the week ending Saturday, April 27, 2002

Section I – Applications subject to newspaper notice only

Ending date of Type Application comment period

None

Section II – Applications subject to both newspaper and Federal Register notice

Ending date of Type Application comment period

CIC Notice by David F. Moorhouse, Friday Harbor, Washington, to Newspaper – N/Avail Fed increase his shares in San Juan Bank Holding Company, Friday Reg – 4/16/2002 Harbor, Washington.*

* Subject to the provisions of the Community Reinvestment Act

Section III – Applications subject to Federal Register notice only

Ending date of Type Application comment period

None

Section IV – Applications not subject to Federal Register or newspaper notice

Type Application

3(a)(5)(C) Pacific State Bancorp, Stockton, California, to become a bank holding company by acquiring at least 67 percent of Pacific State Bank, Stockton, California.

Page 34: Actions of the Board, Its Staff, and the Federal Reserve ...2002/04/27  · Federal Reserve Release H.2 Actions of the Board, Its Staff, and the Federal Reserve Banks; Applications

Section V – Availability of CRA public evaluations

The Community Reinvestment Act is intended to encourage depository institutions to help meet the credit needs of the communities in which they operate, including low- and moderate-income neighborhoods. It was enacted by the Congress in 1977 (12 U.S.C. 2901) and is implemented by Regulation BB (12 CFR 228). The regulation was revised in May 1995.

The CRA requires that each depository institution's record in helping meet the credit needs of its entire community be evaluated periodically. That record is taken into account in considering an institution's application for deposit facilities.

A copy of an institution's CRA evaluation may be obtained directly from the institution or Reserve Bank.

Federal bank regulators use the following performance levels to rate an institution's performance under CRA:

O = OutstandingS = SatisfactoryNI = Needs to improveSN = Substantial noncompliance

The following state member banks have been examined and their CRA public evaluations are now available.

RSSD Examination CRA CRA Exam type number Institution/Location date public date rating LrgBk SmBk

None

Section VI – CRA examinations scheduled for Quarter of

Institution Location

None